FORM OF PORTER BANCORP, INC. STOCK OPTION AWARD AGREEMENT

Exhibit 10.3

FORM OF

PORTER BANCORP, INC.

STOCK OPTION AWARD AGREEMENT

Employee Optionee:                                                                                                           

Grant Date:                                                                              

Number of Shares of Stock Subject to this Option:                     

Option Price per Share of Stock: $                     

This Option Agreement is entered into as of the Grant Date stated above, between Porter Bancorp, Inc. (Porter), and you for the purpose of evidencing an award to you of options (“Options”) pursuant to the Porter Bancorp, Inc. Amended and Restated 2006 Stock Incentive Plan (the “Plan”).

This Agreement and the Options granted herein are not binding on Porter until you sign this document and return it.

This Agreement is delivered to you on [insert date no later than two business days after board approval of the grant] and you must return two signed originals to [                    ] by [insert date one or two business days after delivery date] or the Option shall be void as if it were never granted. This deadline is necessary for compliance with accounting rules.

1. Grant of Options . Pursuant to the Plan, Porter has granted to you on the Grant Date Options to purchase the number of non-voting shares of common stock (the “Stock”) of Porter Bancorp, Inc. stated above (the “Options”). The Options shall constitute and be treated at all times by you and Porter as nonqualified options, the taxation of which is intended to be subject to the principles of Treasury Regulation Section 1.83-7 for Federal income tax purposes, and shall not constitute and shall not be treated as “incentive stock options” as defined under Section 422(b) of the Internal Revenue Code of 1986, as amended (the “Code”). The terms and conditions of the Options are set out below.

2. Grant Date; Termination of Options .

(a) The Options are granted to you as of the Grant Date stated above.

(b) Your right to exercise the Options (and to purchase the Stock) shall expire and terminate in all events on the earlier of (i)  [five/ten] years from the Grant Date, or (ii) the date provided in Section 7 below in the event you cease to be employed by Porter or its subsidiary, PBI Bank.

3. Option Price . The Option Price stated above is the purchase price per share of Stock, which you must pay to exercise the Option and receive Stock.

4. Vesting Provisions . Your Option shall be exercisable with respect to 1/6 ^th of the total Option shares on each six month anniversary of the date of this Agreement, provided that you are employed by Porter or PBI Bank on the six month anniversary. The following chart reflects your vesting dates: [Notwithstanding this vesting schedule, in the event of a Change in Control occurring after the date hereof, the Option shall immediately become fully vested and exercisable in full.]

5. Exercise of Option .

(a) To exercise your Option and purchase some or all of the shares of Stock, you must deliver a completed and originally signed Option Exercise and Investment Intent Form in such form as Porter may require, to the address indicated on the Form. The Form is available from your human resources department. The completed Form shall specify the number of shares of Stock being purchased as a result of such exercise, and shall be accompanied by payment in full of the Option Price, plus the amount of any taxes required to be withheld in connection therewith.

(b) Payment of the option price and related taxes must be made (i) in c